Mare in Manehattan
by Herr Regis
Summary: Rarity has a marvelous time in Manehattan, meeting the stallion of her dreams while she's there, a pony to love her for who she is. But when he meets her friends in Ponyville, Rainbow Dash plots to get rid of him.
1. Part 1

**PART 1**

* * *

It all started in Manehattan. Rarity was there yet again for a fashion show, where she'd be presenting designs of dresses that had yet to be made to the various fashion moguls of Equestria. Rarity had made this venture alone, leaving her pony friends and Spike behind to mind the Carousel Boutique while she was away.

Rarity loved the streets, the many stepping ponies of all lines of work. She displayed to them the generously that was instilled in her from birth, her high pitched and sophisticated voice well received by the many ponies she encountered. She was to stay for several days, and she'd arrived at her hotel the previous night. She'd seen much already, but there was always going to be more.

On her first day of sight seeing, Rarity had achieved much on her own. She'd seen the tallest and most attractive buildings, the many stone and metal statues. The designs amazed and inspired her to design more dresses, some of which might make it into reality when she returned to her sewing machine in Ponyville. As she made her way to a café where she could stop and get something to eat, a window sign caught her eye.

Amongst the heavy sidewalk traffic, Rarity pushed and read aloud what she was seeing.  
"Boo & Co. Architecture and Design."  
What caught her eye was not the words themselves, but the artwork. Inside, was a magnificent looking rendering of a hospital. Something about the way the lines were drawn pulled Rarity closer. She saw her own artwork, her own sketches, in this hospital. Beside that there was information regarding the time of day the company was open for business.  
"They're open."

Rarity turned round to the door, several feet away from her left hoof. She looked up then as she stepped toward it, seeing the many floors that traveled upward for at least another twenty levels. Rarity stopped, now only a step away from the door.  
"I really shouldn't trouble them, it wouldn't be... well I'd only ask a moment of their time, I'd be no trouble at all."

Rarity hesitated, knowing that the flow of the ponies on the sidewalk were traveling in the other direction then the door, but she couldn't help herself. Rarity pushed the door open slowly, and to her luck it was unlocked. Her heart raced, and after clearing her throat she made the rest of the way in.

The room was large, the ceiling high and made up of dark, spidering wooden beams crawling from side to side in an almost thatching pattern. The receptionist was smiling to the purple maned mare, but she was yet to notice such hospitality.  
"Hello, welcome to Boo & Company Architecture and Design, do you have an appointment?"

Rarity nearly jumped to the ceiling when the receptionist unexpectedly greeted her. She took a breath out, shifting her head to correct the angle that her mane fell.  
"No... no I don't have an appointment, I was going past your storefront and I noticed a marvelous rendering of a hospital, I'm a fashion designer and I was simply curious what this business creates."

"Absolutely ma'am, and I didn't catch your name."

"Oh! Where are my manners, my name is Rarity."

"Excellent, here we have a large team of artists and designers who create... Mr. Boo!"  
The receptionist sat back in her high chair behind her desk, straightening her body and looking formally presentable. Her yellow body tensed, not in a way that displayed fear, but one that displayed surprise, she obviously hadn't seen the stallion standing behind Rarity.

Rarity took several steps back, quickly feeling her backside press against someone who was definitely standing behind her and to the left. Her hooves sliding on the shining stone floor as she sprang forward and away from the one called Mr. Boo.

He was a unicorn as she was also. His body was a creamy color, a bark brown mane somewhat flowing backwards in short waves. To the left of his still dark brown mane was a grey stripe that made its way down his scalp. He had green eyes, and they were locked at Rarity's as she composed herself. With that, came the usual businesspony attire: cuffs, a collar, and a tie, in Mr. Boo's case it was green as his eyes.

He'd done a quickly sweep of her body, and Mr. Boo found Rarity rather attractive, most certainly a mare worthy of her cutie mark. His was a sparkle, a sort of white star with reaching fingers in all directions.  
"Hello, it seems I bumped into you, I'm terribly sorry are you alright?"

"Yes, yes I'm just fine thank you, my name's Rarity."  
Rarity smiled and bowed her head, blushing. She'd obviously backed into him, but he took the blame regardless. His eyes were as penetrating as the sun, and Rarity found it difficult to stare back at them without smiling, she was in the presence of a very important stallion.

"It's nice to meet you Rarity, my name's Boo. Sunny, why is Rarity still down here in the lobby? Does she have an appointment with me?"

"No Mr. Boo, she doesn't have an appointment, she saw the window and came in. She's a fashion designer sir."

"Really? Well that sounds interesting Rarity."  
The way he said the word 'really' was long and drawn out, his voice traveling to a higher note as his lips drew to a closed smile afterwards.

"You're Boo? Boo & Co.?"

"No beautiful, I'm only Boo, the company is upstairs."  
Rarity laughed, and Boo ran his tongue over his teeth, happy his joke was successful with the girl in his lobby.  
"Say, I don't have much left to do in the line of work today, let me take you out to lunch, and you can tell me all about the fashion business, how does that sound Rarity?"

Rarity took a shocked breath out of her nose.  
"I'd feel awful if I was imposing on you, I shouldn't waste your time, I'll go now."

"No no no, talking with you wouldn't be a waste at all, I haven't had lunch yet, have you?"

"Well no..."

"See that? It would be a privilege to take you, I know just the café with the freshest carrots in Manehattan. Anything you want, it's on me."

Sunny was smiling in the background, her boss had courted a mare or two before, but she'd never seen him so willing and confident around a complete stranger.

"If you insist, I'd love for you to take me to lunch."

"Sunny, call one of the cabs around for me will you?"

"Yes Mr. Boo."  
Boo lead out of the lobby first, Rarity staying close behind him. He had a thin black satchel over his back that Rarity hadn't noticed at first, but now assumed it had his work in it.

"This is all yours Mr. Boo?"

"Some of it Rarity, and just call me Boo."  
A cab pulled around, painted black and pulled by two working class stallions in uniform. The two got in to what Rarity assumed was a private company cab. They arrived at a café not far from the office building, disembarked from the cab and went inside. The waitresses all seemed familiar with Boo, as they smiled and greeted him with his first name and no formalities.

"Do you come here often Mr. Boo?"

"Everyday Rarity, and it's just Boo."  
They talked at their table over lunch, Rarity told Boo about the fashion show and her designs, where she was from and how long she was staying in her sophisticated voice. He told her of his work with buildings, such as hospitals, but noted that his work focused on residential locales.  
"This is all so interesting Boo, you mustn't have the energy to all of this work on your own, do you?"

"At first I did Rarity, then came the offices and all the designers I hired to work under me. I started in my apartment with a notebook and a good pen, now I've got a business I'm proud of. You and I seem to bear a lot of similarities, you too have a business related to design, and I have every confidence that your dresses are breath taking, I'd love to see them sometime. You work alone don't you?"

"I do, I design every dress personally."  
Rarity was proud of her craftsmanship, and was happy to tell him this. They spoke more of how they were both unicorns and other details that alluded to their closeness. Rarity stated that the fashion show she was participating in was the next afternoon, and was sad to announce it's sold out status.

"A shame I can't go, I'll figure something out in that regard Rarity."

"Boo, your satchel there, does it contain your designs? I mean to say, the ones you've made."

Boo smiled, grabbing his bag from his back and placing it on the table, moving it toward Rarity so that it faced her. She opened it, shuffling through the pictures. Most were houses, some the skeletons of walls and other framework, one a rather large mansion she'd never seen the likes of. It was very original. About half way through, she pulled one out that was a rough sketch of a stallion's jacket.

Boo was basically an artist, so his 'rough' sketch wasn't very rough at all. Rarity gasped, spinning it around on the table so it faced Boo.  
"Is this yours! It's fantastic!"

"Thank you Rarity, that means a lot from an expert like you."

"Oh hush!"

"I speak the truth, it seems the designers don't make jackets to match my.. colors, so I sometimes draw up clothes just for me."

"Well I love it, and I love your tie, it matches your eyes perfectly."

"Thank you Rarity, I really should say, your mane is the cutest thing I've ever seen, it's incredibly well done."

"You're very good to me Boo."  
She blushed, taking a sip of her drink and then giggling under her breath, still loud enough for the creamy stallion to hear.

"I really did enjoy this Rarity, and tomorrow after your fashion show I'd love to take you out again, you can tell me how it went since I won't be able to go."

"Absolutely Boo, this was an amazing lunch, you're very generous and you've been nothing but hospitable to a humble fashion designer."

"A very beautiful fashion designer, with one of the sweetest personalities I've ever had the pleasure to get to meet, let me walk you out."

Boo walked Rarity to the door, letting her take his personal cab back to her hotel. He promised that he was alright with walking back to his office. She departed the street side, vanishing down the road into the haze of other carriages. Twice Rarity looked back to see him standing there, watching her disappear.  
Rarity was anxious for their next meeting, and at the same time her heart fluttered with a previously unknown emotion.

Boo made his way back to his office shortly thereafter, his satchel with him.  
"Good afternoon Mr. Boo, how was your lunch?"

"Good Sunny, I need you to pull a few strings with me. There's a fashion show tomorrow and I need..."

"No problem sir, I'll have everything handled for you by tomorrow morning."  
Boo nodded, making his way to the fifteenth floor where his office was. He was on the top most level of his business, and above him was the contracting firm that did most of the construction he required.

Rarity prepared for her show the next day. That afternoon, a certain creamy stallion with a grey stripe through his brown mane, and green eyes occupied her mind beyond the ability to work.

The next day, Rarity was able to finish all the work she needed, and to complete the necessary preparations for her fashion show. As the sun began to set, the show was just getting going, fashion moguls were arriving and taking their front row seats as hoards of ponies and fillies screamed in delight as their idols took their seats, and amongst this crowd of celebrities was one stallion no one knew.

After two other designers had presented their dresses and suggested styles, it was Rarity's turn to show her dresses on their respective models. She peaked out through the curtain, seeing the row of designers. Amongst them, next to the most famous designer in the row, sat the unicorn she'd spent her lunch with the past day. She smiled, knowing that he couldn't see her.  
"What a sweetie, coming to see my show."

The fashion show itself was sold out, but she didn't care how Boo had secured a front row seat. Now with an ever increased reason to impress the crowd, Rarity was ready to leave everyone in shock and awe by her revolutionary new designs for the season.

As her dresses were strut out, Rarity watched in satisfied pleasure as the moguls and her new friend Boo applauded and commended the looks of her work. After her line had completed it's go around, Rarity stepped out, her models in a line behind her, and they all bowed together. The crowd seemed to roar and cheer, making Rarity smile and almost bringing her to tears. She was particularly proud of that years dresses, and to know everyone loved them was good news for her.

As the show progressed, Rarity sat in the back and was commended by her fellow designers, who of coarse were equally talented and fine, sporting individuals. She was truly waiting for one stallion in particular to commend her over all of these other mares, and that of coarse was Boo.

When the show finally reached an end, Boo made his way around to behind the curtain. It was difficult, as young security ponies tried to stop him, but he needn't explain too much as Rarity waved him through. He walked over and gave her a hug, one she accepted willingly that ended with a happy squeeze.

"That was amazing Rarity, they loved every dress, those designers and ponies were nipping at your hooves, you'll be receiving orders left and right. I loved them too, and if I had the body for it I'd buy a dozen."

Rarity chuckled to herself, happy that Boo had liked her dresses, and was capable of cracking a good joke as well that offended no one. She informed him she'd be just a while longer, as she had to attend a final goodbye meeting for the night and hang her dresses, but with the magic of her uniform horn she'd be quick.

Boo sat down against the curtain where he'd entered and watched her go to all her friends. Sitting there, he straightened out the aqua blue cravat he had on with his collar and cuffs. His receptionist and friend Sunny had picked it out for him, and he was pleased with the way it looked: he'd designed it himself.

After no more than an hour, Rarity reappeared with a scarf of her own: hot pink with the occasional sparkle, tassels capping off each end.  
"Everything is perfectly in order now Boo, so where will you be taking me tonight to celebrate a show well done?"

"It's a surprise Rarity, one you'll absolutely love."  
Boo took her to the roof of the highest building in all of Manehattan, one where you could see the entire city all the way around. Due to clear weather, Rarity could even see distant, glimmering lights that made up other towns and communities. The stars too were present, bright and shining under the early nighttime darkness. The moon and the city were all that lit the rooftop, and as Rarity hesitantly peered over the edge she shivered, from the cold and the fear of heights she was suddenly experiencing.

"We're ever so high up Boo, the city is flawlessly beautiful up here, but my is it chilly."  
He moved to stand immediately next to her, warming her side with half of his body as they looked out over the city.

"We don't have to stay too long, I just wanted to show you this before I took you to dinner."

After a few moments of hesitant though, Rarity leaned her head against his shoulder and almost made contact with his neck, nestling into his forever warm feeling body while her own shivering sensations subsided.

"I like this Boo, I'm not prepared to end this moment just yet."

"Me too."

He kissed the top of her head once, and after that his heart was racing. Inside he didn't know if such an action was appropriate, but it was a good time, she was nestled up with him and in a good mood, why shouldn't he have not? Rarity's eyes grew wide for a moment, and her heart too was suddenly skipping beats. She liked the way it felt to be kissed, even if it was just an affectionate peck on the top of her head, so she calmed herself without any arguments, giggling afterwards and fiercely blushing.

"You really are a sweetie Boo."  
As the night progressed, the only thing that upset Rarity was that she had a limited number of days in Manehattan. After dinner, while they were taking a walk through the central pony park, she expressed this fear to her suitor.

"I feel so awful, I won't be able to spend much more time with you Boo, I've only got tomorrow and then I leave the next morning."

"Let me spend the day with you Rarity, I'll show you everything a tourist doesn't usually see when they visit Manhattan, and who knows, I'd love to come and see your boutique in Ponyville."

"Would you really?"

"Absolutely, it must be the talk of the town, and I simply have to see where such a beautiful mare such as yourself calls home, I'd get to see you work too."

Rarity smiled, still pressed against his side as they walked to the end of the road, where the same private black cab was waiting.  
"I'm certain you'll love all my friends, they'll be so nice to you and be just as kind as you are to me."

"Thank you Rarity, I'll come by your hotel tomorrow morning for another day of fun, well talk more about my visiting you, okay?"

Rarity nodded her head, kissing his cheek goodbye and giving Boo a hug. He didn't expect such a return of affection as quickly as it came, but they knew quite a bit about each other and it wasn't a swanky kiss, just a peck as he'd done to her.

"Tonight was wonderful Boo, I can't wait to see you tomorrow."

"Good night Rarity-" he helped her into the cab, again she'd be traveling alone, "-have sweet dreams."

The last thing she saw was his smiling face and bright green eyes, his sentence ended and the carriage lurched forward, gradually building speed as she traveled to her hotel by Boo's two stallion drawn carriage. After looking back and waving, she realized around her neck was his aqua blue cravat. Rarity told herself she'd offer it back to him the next day, but knew he wouldn't take it, the swatch was a parting gift to remember her big night.

Boo returned to his home, which was across the street from his office building where he worked everyday. Settling down for the night, removing his cuffs and trading them for slippers, his collar for a night cap which mussed up his mane, Boo could only think about Rarity. As she had felt the previous night, he now too was feeling an unknown emotion in his chest.

The next day was described with one word, 'magical.' Rarity loved every second of spending time with Boo, and he even showed her around his offices so she could see what a large scale design firm looked like; even if that firm was mostly an architectural one. They had all three daily meals together, went for walks, they even spent some time on the nearby, clean beaches just off of Manehattan. They walked and talked, and as it started to rain both of them shouted the same thing: "my mane!"

As they were both image conscious, they returned to the safety of Rarity's hotel suite where it was warm and dry. They had sat down together on one of the seats in the room, looking out the window at the busy street below.

"What's it like in Ponyville Rarity, tell me more about it."

"Well every morning I open my shop and wake up cat Opalescence, I get go work stitching my dresses together if I have to, and when I'm not busy I spend my time with all my friends: Rainbow dash, Applejack, Pinkie Pie, Twilight Sparkle, Fluttershy..."

"Don't forget your little sister Sweetie Belle."

"Yes, of coarse sweetie, you're just so good you can complete my sentences."

"I'm a very, very, very fast learner."

With each addition adjective Boo moved his face closer to Rarity's, eventually pressing his forehead against hers, his eyes close and looking into hers as he felt her aloft and fresh smelling breath. She too was smelling his heavier, almost woody breath and his mane touching her just a bit. She kissed his cheek once, and he really liked that. Boo hadn't yet kissed her as a couple would, and in fact they'd never mentioned anything in relation to their situation as a set.

The next morning, Boo was at the train station to wish Rarity a safe trip home. Standing on the platform, they were biding their farewells.  
"It was so nice to spend my trip with you Boo, I'm so glad I walked into your lobby."

"Me too beautiful."  
They were wrapped in a short embrace, and soon after Boo let her go so they were just standing in front of one another.

"When will you come to visit me and meet my friends? I'm so anxious already... I feel all fluttery."

Rarity rolled her eyes with a nervous huff, smiling and looking back at the green eyed stallion, today he wore a grey tie. She knew she was going to miss him, she'd spent the past three days with him, and now all of a sudden she wouldn't be in contact with him for the longest time.

He felt the same way, yes Boo had taken a few other mares out for dinner, but never ones he liked as much as he did Rarity, he wanted more than friendship, she was beautiful in more ways then one, and that's the kind of mare Boo could stick around with.

"Don't feel anxious Rarity, I'll send you a letter right before I come around to see you okay? I'll make the trip by train in a few days."

"A few days?! I don't know I can be alone that long."  
Rarity made a pouting face, and Boo just smiled at her.

"Don't give me that face-" Boo lifted her chin with his hoof, smiling at her, "-show me that smile."

Rarity smiled, giggling and removing his hoof from her chin.  
"Go home and keep on being a superstar."

In the background, the whistle to the train blew loudly, steam exerted from the stack of the train down the line: it was time to leave. The conductor cried for final boarding call, shouting to all who were on the platform.

"Rarity, before you go... can I kiss you?"

Boo's heart was really pumping, and Rarity's dropped with excitement. He was handsome and good to her, she'd get to see him again soon and she'd get a kiss before they parted. Rarity nodded while biting down on her lip, and slowly Boo moved in for the kill. They kissed, lips to lips, for several seconds before Boo broke it.

"Have a safe trip Rarity, I'll come to see you soon, with a smile and another kiss."

"Thanks Boo, for everything."  
She stepped away and boarded the train, yelling back to him as she went to her car:  
"I'll see you soon!"

For the third time, Rarity watched as she was carried away from Boo, his smiling face, grey striped mane, and green eyes slowly growing smaller and smaller, then he was just a speck on a far away object.

Rarity sat into her seat on the train, knowing she was traveling home, but at the same time leaving a piece of her heart behind for Boo's safekeeping. In her carry on bag, there was an aqua blue cravat hanging out on one side. Rarity tucked it into her bag, sitting back, and with a huff, closing her eyes to nap during the trip to Ponyville.

* * *

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	2. Part 2

**PART 2**

* * *

Back at the train station in Ponyville, the group of friends were eagerly awaiting the arrival of Rarity. She's been gone for the past four days including travel time, and Ponyville was missing it's friend.

Rainbow Dash was messing around with Scootaloo, who was racing around on her little scooter, chasing after Rainbow Dash as she flew around, just above the filly's head. Fluttershy, Sweetie Belle, Twilight Sparkle, Applejack, and Spike were waiting around without playing much. They just sat near the station's exit, speculating all of the fun things Rarity might have done while in Manehattan.

"Don't you all remember when we went to Manehattan with Rarity for that one fashion show? That was so much fun!"

Twilight Sparkle recalled the memory vividly, everything that had occurred between the group while they were there, the dresses and all that information that together made for wonderful memories. Spike nodded, also recalling the trip.

"Or how 'bout that time we all went camp in' and Rainbow Dash told us those scary stories, I reckon we'll be havin' another one of those adventures soon."

Applejack remembered taking her friends camping fondly, especially Rarity's massive cart full of things, obediently pulled by Spike. As they sat and spoke, Sweetie Belle kept a close eye on the station, waiting to hear the train approaching. Soon enough, the blowing whistle was heard, signaling the train's approach. The group of friends moved a little closer to the station, waiting for their friend to disembark.

After a few minutes of watching different ponies trot past, Rarity appeared with all of her things in tow. The group shouted, "surprise!" Rarity was indeed surprised that all of her friends and her little sister had come to the station to welcome her back.

"My friends! Oh it's so nice to see you all again, the fashion show was a massive success I wish so much that you could have been there! All the cutting edge designers loved my new lineup!"

As Spike made his way over to collect Rarity's massive cart of travel trunks and bags, the seamstress greeted her sister in a tight embrace.

"Sweetie Belle how are you darling? I missed you!"

"I missed you too Rarity."

Rainbow Dash had spotted something interesting hanging from the lip of Rarity's bag, and she quickly swooped in, flying by and grabbing it from her bag. Rainbow Dash flew above everyone's reach, but also held their attention. Soon enough, Rarity realized her flying friend had taken the cravat given to her by Boo.

"What's this Rarity? One of those stallion neck scarves? 'Oh look at me, I'm an old stallion of high society aurgh!'"

Rainbow Dash offered her impression of, what can be determined by the voice, a rather old stallion. Rarity just blushed, quietly asking for it back, soon enough she had it in her hoof, where it was quickly hidden back into her bag.

"You all won't believe me."

"Tell us!"

Shouted everyone in surprise, watching a rarity how her head to hide her blushing cheeks and wide smile. She circled her hoof on the ground, shrugging her shoulders. If Boo would be coming to visit her in a couple of days, then her friends would be finding out anyway, so they mine as well learn it then and there.

"While I was in Manehattan, I met a stallion."

"No way!"  
Shouted Twilight Sparkle in amazement.  
"That's pretty good for you I'd say."  
Added Applejack happily, smiling at her friend.  
"So that's his little scarf?"  
Asked Rainbow Dash, flying still above everyone's heads, seeming to float on her back.

"It's a cravat, and yes, he designed it himself."  
All her friends awed at the sweet thought of a Rarity meeting a fellow designer whom had given her a cravat.

"Wait, this isn't another one of those crushes you have, you're not fantasizing or anything right?"

Everyone remembered Trenderhoof, and everyone remembered a prince Blueblood as well. It seemed that every time Rarity went in pursuit of a stallion, she was doing so in completely the wrong way.

"No! He's a perfectly normal unicorn, no surprises this time."

"What's his name Rarity?"  
Asked Sweetie Belle, just at the hooves of her bigger sister. Everyone was curious what the answer to this question was, but no one had asked it as of yet because their minds were to busy thinking of everything else.

"His name's Boo."

In the background as Spike dragged Rarity's cart back to her shop, he was still close enough to hear her speaking. With each new detail his heart dropped a little, as he had had a crush on Rarity for the longest time. Maybe if he were a stallion. Sadly, Spike was not a stallion, and clearly Rarity wanted something different. Spike fumed as he went back to the shop, not onto to deliver Rarity's things, but also to pout.

"You have to tell us every detail!"

As Rarity and her friends slowly walked in one massive clot through Ponyville, Rarity, at the clot's center, described to everyone the happenings of her three days in Manehattan. How she'd met Boo, his surprise appearance at the fashion show even though it was sold out, his taking her out for an amazing night and then showing her around the city the entire next day. Rarity even felt obliged to share that they'd kissed each other before parting. All of her friends really found that piece of information interesting.

"You're a different breed of pony Rarity, I'll give you that."

"Twilight Sparkle is right Rarity, you are one unique pony."

"Thank you Rainbow Dash, I..."

"but why'd you kiss him? You only were there for a few days."

"He gave me three, three days of his time, Boo is a very busy unicorn. He wanted one goodbye kiss, I couldn't say no, that would have been utterly rude. Besides, I wanted a kiss."

Rarity even explained to everyone what he looked like. The creamy color of his body, the brown mane with grey stripe, how that stripe was also present on his tail, and his green eyes. She also told him about the way he dressed and she also restated that he was a unicorn.

"I feel like that face is familiar, I don't remember where from, I just..."

Rainbow Dash felt particularly partial to the grey stripe, that sparked her memory, but what to, she did not know. Everyone pictured an alright looking stallion of average size, handsome and soft spoken.

"You've never met him Rainbow Dash I assure you, he's never been to Ponyville and hasn't been to Cloudsdale in who knows how long, he stays over near Manehattan for his work."

That day Rarity became reacquainted with her surroundings at the boutique. As she worked, Spike stayed in the background and pouted just like he knew he would. Rarity noticed, and went over to him and give him a hug.

"Oh Spikey-wikey I forgot to say hello to you! How are you my little helper?"

"I'm fine Rarity."

He had previously been mad at her, but when the pony you like offers you a hug and calls you by a nickname she made up, its hard to stay mad, as long as she didn't drag out this whole Boo thing.

"You'll be even better when you meet Boo! He's such a sweetie, just like you!"

Spike excepted the failed compliment, but at the same time he knew that whoever Boo was, he wasn't going away anytime soon. Spike fell into an even deeper stage of jealously; he knew he couldn't have Rarity like him back, but he didn't want to see her close to any stallion he didn't approve of.

As the days passed all of Rarity's friends realized her mind was entirely preoccupied with someone whom they'd never met, all they knew was his name was Boo. Boo had put a spell over Rarity, as he was all she ever talked about and all she ever seemed to care about. While they were all together, if she wasn't talking about her dresses she was talking about Boo and whether or not he'd approve of such activities or what he'd do it that given situation.

Twilight Sparkle and Sweetie Belle were excited to meet this stallion, but Rainbow Dash was very concerned in the opposing box. Scootaloo, and Applejack were also in this area of the field. They had yet to meet this Boo, and they weren't sure they approved of him claiming Rarity's heart. They had even spoken of him without Rarity around. Being the good ponies that they were, none of them would pas early judgment. The trio simply had bored suspicion against the unknown stallion.

After a few days, Rarity was visibly excited. She was singing more as she did her work, and her friends as well as Spike noticed this sudden change in mood: smiling, giggling, and also that fact that she seemed to be developing clothes strictly for herself and not for her business to sell.

"What going on Rarity? You're acting so different all of a sudden, you're really excited about something."

"Oh it's just perfect Rainbow Dash, it's Boo, he's written to me just as he promised! He says he wants to come to Ponyville the day after tomorrow!"

"Really?"

"Yes! I have to get ready! I have to clean and bake and finish a dress for myself and should I make dresses for all of you too?"

Rainbow Dash chuckled, wiping her forehead and rolling her eyes playfully.  
"Just be yourself Rarity, you don't have to do anything out of the normal."

"How does my mane look?"

"You're fine Rarity, he won't even be around for another two days."

Rainbow Dash gathered a meeting of Applejack and Scootaloo to discuss the stallion's arrival. They were amazed that he wrote so quickly, and their hesitant use aside the group was rather excited. As they chatted about all of the good things the stallion might possess, any possibility of having bad qualities melted away.

The group promised each other that they would be on their best behavior.

In the Carousel Boutique, Rarity was excitedly proclaiming the news to her younger sister, Sweetie Belle. Over the past few days the group was completely taken aback by Rarity's actions, and they even began referring to her as 'love struck.' Rarity wouldn't except this, but at the same time such thought did wander around in the back of her mind.

As a rarity and her friends were all puttering around and driven mad with conversation, things weren't any different in Manehattan. Boo had never left his business for as long as he was planning to: two weeks. He kept Sunny close by his side, making sure she knew how to handle everything that needed to be worked on. His job was mostly supervision, and over the time period he'd be on vacation in Ponyville that's all that really needed to happen: supervision.

"You know where all of my things are I'm my office right? You can take whatever you need to get the job done Sunny, if you need anything I'm going to be a long ways away, so I won't be able to come into the office on a moments notice."

"Don't worry so much Mr. Boo, I've been here for years, I know how thighs work. Go, have a good time with your ponyfriend."

Boo shook his head with a smile, chuckling a little.  
"Rarity's not my ponyfriend... not that I wouldn't like that or anything, we're just friends."

"Mr. Boo, I've got friends, I don't call my pony friends beautiful, and I don't kiss them."

"By the time I've come back Sunny, I'll have my position in her life clearly sorted out okay? I've known her for only three days, let me spend two more weeks with her and then I'll start using words like 'ponyfriend.'"

Sunny smiled, her boss was an alright type of stallion, she figured Rarity wouldn't be disappointed.  
"Get on out of here Mr. Boo, it's late and I need to lock the doors and turn all the lights off."

"Alright Sunny, my train leaves in a few hours anyway. Try not to run my firm into the ground."

Sunny giggled, watching her snide and joking boss walk out the front door and disappear to his home, which was immediately across the street. He only packed one large trunk, filling it with attire that was vey dressy all the way down to casual looking shirts that he could roll the sleeves up on and get dirty if need be. He also packed his hygiene materials, such ad the stuff he used to get his mane to lay flat and neat as well as his tooth brush and mints for good breath.

With his trunk packed, it was then brought down by the working class stallions that pull his cab. They tossed it onto the back, and with Boo inside he set off to the train station in Manehattan. Unlike with Rarity, there was no one to bid him farewell, so he simply boarded the train with his trunk and sat in wait for the machine to begin its trek. After a short wait, the train began to chug along toward Ponyville.

The next morning in Ponyville, things were going smoothly. The entire day passed, and Rarity got little sleep that night. She was worried Boo wouldn't be enough to impress her friends.

"Opalescence, what if I've said too much to everyone? What if I told them all Boo was better than he actually is, what if I'm exaggerating kitty? Everyone will be so disappointed."

Opalescence simply made herself more comfortable, purring and groggily closing her eyes and trying to fall asleep. Rarity sighed, trying herself to go to sleep and to stop worrying about how Boo might rub off on her friends.

The next morning Rarity got herself ready, closed her shop for business and waited to receive Boo. She was talking to herself in the mirror when she came to a realization.

"I can't wait for my... Boo isn't my... no we're not together or anything like that... are we?"

Rarity decided to go to the train station with her friends. She collected Rainbow Dash, Pinkie Pie for her extreme enthusiasm, Applejack for her personality, and Sweetie Belle because she's Rarity's sister. Twilight Sparkle and Spike were also in attendance. As they waited, Rarity was practically bouncing on the tips of her hooves, completely unable to hold still.

"I really hope you guys like him."  
As the train whistled a distance away, Rarity nearly jumped a million feet in the air. She took a heavy breath in and out of her mouth, all of her friends were starring at her.

"Nervous Rarity?"  
Asked a rainbow Dash, who was standing hooves on the ground rather than flying.

The train pulled into the station, and as the engine huffed out a long sigh of relief they waited for Boo. A cloud of ponies and stallions walked from the platform and to their respective areas, and soon enough Rarity spotted the one she was scanning for.

Strong jaw, green eyes, grey stripe in a brown mane and tail, creamy body and just as the letter promised: he'd wear his green tie. She called out his name, and the stallion immediately directed his head toward her. With his trunk in tow, Boo eventually stood it upright and made his way over to where Rarity and her friends were waiting. It was a good thing Boo was a unicorn and his horn could control objects, so that way he didn't need a porter to carry his trunk for him.

"Boo!"

Rarity stepped forward from the group and nearly tackled the male in a very tight and long hug. She swayed him from side to side, smiling the entirety of the embrace as she told him how much she had missed him.

"I missed you too Rarity. Are these your friends?"

His green eyes quickly looked over everyone once, and then the second time he looked at them all slower as Rarity introduced him.

"Boo, this is Rainbow Dash, Pinkie Pie, Twilight Sparkle, Applejack, my little sister Sweetie Belle, and Spike."

Boo offered his hello to everyone in return, greeting all of them individual rather then glossing over them as a group. Pinkie Pie nearly tackled him in response to his saying hello, and her hug to him set the tone for everyone else greeting. Rainbow Dash was a little hesitant though.

"Now I know where that grey stripe came from! You look like Dr. Caballeron! That crazy stallion who stole the ring from Daring-Do! Rarity don't you see that in him? Look."

Rainbow Dash straightened out Boo's head so Rarity could see: his face was gripped from the top and bottom, forced to face Rarity. He smiled, unable to move.

"No, I don't really think so. That stallion was all stubbly and evil, Boo is a big sweetie aren't you?"

Rarity rubbed up against his side, and Boo confirmed this, he wasn't evil.

"I'm especially no doctor, I have a degree in architecture but I'm no doctor."

"Well lookee there Rarity, you've snagged yourself a grade A businesspony' cuffs and all. Say Boo, do you like to get down and dirty?"

Boo chucked at Applejack's words, she seemed to be a very nice girl, only bested by Pinkie Pie's personality.

"I'm not fond of dirt, but I'm alright with it. There's not a lot of it in Manehattan you know Applejack?"

"Well, we were plannin' to take a campin' trip in the future, maybe you can go with us and Rarity can come along, she's none to happy of the mud either."

Boo and the rest of the ponies excepted, and it was determined that in two days the group would go camping together in the forest. Rarity lead Boo to go and see her shop first, as that was her prized possession. Once there, she opened the door and let him step inside to see where she worked. A large room,mine side rounded outward and more then five soft pony body molds to put dresses on. Shelf upon shelf of neatly organized fabric rolls, threads, and other materials. Boo walked around to see the dresses she had on display, looking at the straightness of the seams with a smile.

"They're all flawless Rarity, all of these dresses are amazing."

"Thank you, do you like my boutique?"

"It's wonderful Rarity."

Rarity then showed him her inspiration room, she'd done no cleaning at all in there because things had a place in the chaos, the room was to inspire her, not to impress on lookers. Boo stepped in, seeing all the fabric and everything sprawled out across the floor.

"This room describes you Rarity, strong, elegant colors, soft to the touch materials, and more creativity than I've ever seen. I love it in here."

"Thanks Boo."

Later that day as Rarity was showing Boo more of Ponyville, the two ran into the angry Spike. Out of the jealously he was feeling, Spike decided to wear his t-shirt with the image of Rarity inside a big read heart. She called out to him to say hello, also whispering Spike's name to Boo as the tiny dragon stopped and waved. He continued away, and the shirt did have some effect on Boo: curiosity.

"Rarity, why does Spike have a t-shirt with a picture of you superimposed into a heart?"

Rarity sighed to Boo. Knowing this explanation would be a little strange.

"He's highly infatuated with me, I'm flattered as I could ever be but that's all it is."

"Well I'm more than infatuated with you, but I don't have my t-shirt. Where can I get a shirt like that Rarity?"

She giggled, tossing her head back and closing her eyes, bumping against Boo's side as they continued to walk, taking each and every step together in near perfect sync.

"You don't need a shirt Boo, I knows you're here for me."

The two made their way around for the rest of the day, stopping finally for dinner at a long and comfortable table, all of her friends present excluding Spike. With all of her friends present, Rarity was happy that Boo was leaving a good impression on them.

For the next few days Boo seemed to steal away all of Rarity's minutes. Her friends would expect her to show up to an activity with them, but she never did and never gave a reason. Even Applejack's camping trip had to be rescheduled, because Rarity had forgotten all about it as she spent more and more of her life's precious days with someone who wasn't one of her closest friends.

"He seemed so nice, now he's only taking Rarity further and further away from us."

Pinkie Pie, who initially bore the enthusiasm and perseverance to plow through the base of a mountain, was hanging her head in sadness. Rainbow Dash too had realized that her initial idea of Boo being a bad stallion was indeed very wrong. Boo wasn't a bad stallion, he was simply taking one of their friends away. This seemed an even worse fate then the latter of Rainbow Dash's two ideas.

"He's eating her up like a snake, Rarity had no time to spend with her friends, we've been with her from the beginning! His spells are stronger than yours Twilight Sparkle."

"Come on Rainbow Dash, he's not some spell-castor or anything, Rarity just likes him, besides guys, he'll only be here for a little while, let them spend some time together... without us."

Even Twilight Sparkle felt excluded from the activities Rarity and Boo were clearly enjoying together.

"What if he isn't a nice unicorn though? What if Rarity doesn't know him, like doesn't know how he really is? What if he's mean and no fun?"

"No way Pinkie Pie! He's got to be a good stallion, Rarity is... wow, you're right, Rarity could fall for a trap like that."

"I've got an idea you two, so what if we tested him? We could follow then when they go places, and we could bring them somewhere and really see what Boo is like."

Pinkie Pie and Twilight Sparkle didn't know if Rainbow Dash's idea was sound, or even appropriate, but after a while of convincing the three agreed, later they even included Applejack into their secret group to find out more about Boo.

They had a good reason to do so. He was separating them from their friend, and how could they simply pawn off a member of their group to some unknown unicorn. Rainbow Dash was certain something was wrong with him, especially since his mane looked nearly identical to Dr. Caballeron.

At the Carousel Boutique, Spike was up to his own business. Jealousy was hurting the little dragon. He went to Rarity's table, where her prized dress designs were, and rolled them up. Spike was plotting to destroy Boo. He was a designer, so it would make perfect sense to all of Rarity's friends and to Rarity herself when her dress designs were found in his satchel.

Boo had left his black bag at the door of Rarity's shop, and just as quickly as Spike had picked up the drawings he put them into the bag, closing it and positioning it just as it was when it was left there earlier that same day.

Spike left the shop, closing the door behind him, still wearing his Rarity t-shirt.

Later in the day, Rarity and Boo returned to the boutique. She was exited to show him more of her things, and especially a few designs she'd been working on for the past days all the ones she'd worked on just for herself after returning from Manehattan.

"You'll love them Boo sweetie, I feel so good about them, they're clean and fitted and marvelous, you'll love the way they look on me once I've made them."

Rarity expected to be friends with Boo for a very long time, and expected this friendship to last beyond simply stitching together a dress for herself. Maybe, she'd wear it in Manehattan while he took her mouth for a fancy dinner. Rarity gasped when she found her portfolio empty. She searched high and low, looking all over as she shouted in distress. Only when Boo held her in place and locked eye contact with her did she calm down.

"Rarity please tell me what's wrong, I'll help you darling just tell me what's wrong."

"My whole portfolio is empty! I can't find any of my designs! Oh Boo what am I going to do, that folder had weeks of work in it!"

"Let me help you find it Rarity, sometimes you put things in different places you know, don't worry, we'll find it I promise."

After looking for a while, Boo noticed that his satchel was t clasped the way he always had it. Everybody does things in a certain way, and Boo always clasped his bag shut. Walking over to it and opening it, Boo found it to be much heavier then it usually was.

"What are you doing Boo, my work won't be in there."

"Oh but it is Rarity, look."

He spread them out on the floor, some his and some hers. They were distinguishable only because Rarity sketched dresses, and Boo, when he sketched clothes, only did so for stallions such as himself.

"You were with me all day Boo, how did this happen?"

"I didn't do it Rarity..."

"I know Boo, I trust you-" she rubbed against his side, and in return he hugged her back, having an idea as to who would have done something like this to him, "-what pony could have done this Boo?"

Later that day, after dark had set and a rarity had bid the eventual farewell to a boo, he waited in the streets to see the male he was looking for. When Spike was seen, Boo stepped out to confront him.

"What you did was uncalled for Spike, after Rarity and I saw you, you went right toward her boutique. Then, it just so happens her entire portfolio was stuffed into my satchel. That's a really mean thing to do Spike."

"She was mine first Boo, and I don't know what you're talking about."

"Spike, Rarity was never yours, she's a grown mare and she belongs to no one. She can make her own decisions, and so can you and I. Spike, I like Rarity a lot, I came all the way out here to Ponyville just to see her. Please Spike, don't ruin this for her, not for me, just her."

Spike agreed with a silent nod, not wanting to take away Rarity's happiness, even if she was soliciting it from someone other then himself. After his confrontation with Boo, Spike ran into Rainbow Dash. She's seen Boo walking alone, and she wanted to ask Spike what had happened. She'd heard a little bit of the conversation: Boo had stolen Rarity's designs and tried to blame it on Spike. That's what she heard.

"Spike, hey..."

Rainbow Dash signaled with her head for him to come to her, and after a short talk with him her ideas were reaffirmed. Spike said it was nothing and acted shy, not wanting to talk about it even though Rainbow Dash insisted he tell her. Now, with he thought of potential thievery on her mind, Rainbow Dash was more than willing to attempt and prove to Rarity that Boo was far more then he appeared to be.

* * *

**DONT FORGET TO FAVORITE, FOLLOW, AND REVIEW!**


	3. Part 3

**PART 3**

* * *

The weather in Ponyville was clear and the sky was equally so. All the ponies and stallions were going about their daily business as usual. It was still early in the morning, and Rarity was asleep after a long days passed. She was willing to get up at the crack of dawn, but Boo insisted she sleep in. He had slept in one of the inns, Rarity in her own bedroom. Boo had promised her he'd go ahead and have something made up for breakfast, and in return she gave him a key to get into the boutique before she had gotten out of bed.

Walking down the main road of Ponyville with a satchel full of groceries, Applejack spotted Boo. She had planned a camping trip which was unfortunately cancelled, and since Boo was alone, Applejack decided she'd ask him if he were still interested. After all, the weather was very clear and the day hot.

"Mornin' Mr. Boo, how was your night's sleep?"

"Excellent Applejack, the inn I'm staying at is incredibly comfortable. How are you?"

"I'm makin' by just fine. Ah, look, I had planned a friendly campin' trip for my friends a whiles back, but we had to cancel. I was wonderin' if you and Rarity were interested in maybe spending tonight on an impromptu trip, just a night is all. I bet she'd love it."

Applejack knew Rarity wasn't one for camping, and Applejack wasn't particularly fond of Boo after she'd heard some rumors from Rainbow Dash about the unicorn's sticky hooves. Even so, Rarity liked him and if he said that he'd like to go camping for a change of pace, Applejack figured Rarity would find it hard to decline.

"That's a wonderful idea Applejack, I'm going to the boutique now to have breakfast with her, I'll be sure to tell Rarity all about it."

"Swell! I'll come by at noontime to grab you two. See ya!"

Applejack happily trotted away to tell her friends about the trip, and more importantly to tell them about the opportunity to decipher the mind of Boo. They wanted to see what he looked like when he was mad, and more importantly they wanted their friend back, far away from Boo.

He suspected no such plotting, all he saw were the pony friends of Rarity and their hospitality towards him, despite the small bumps of jealously, the past few days for Boo had gone very well. He'd spent all of it alone with Rarity, learning more about her and Ponyville. He'd even gotten another kiss out of her, which was absolutely amazing. They weren't crazy on the romance, quite the opposite, all they did was spend time together and bond.

Boo made his way to the boutique, letting himself in and leaving the food he had procured on the counter in Rarity's shop. Making his way to her room where she was sleeping, Boo almost tripped over Opalescence, who had wrapped her small cat body around his hooves and was purring against him. He stopped to rub and pet the kitty before continuing onward, leaving the cat to plop down with its head tilted to one side behind Boo, watching the stallion walk onward to her mommy: Rarity.

"Good morning beautiful, time to wake up."

Boo opened the shades, and Rarity rolled over with a yawn, rubbing her eyes and sitting up so she could see him standing in front of the window, a halo of light projecting behind him.

"how long did you let me sleep in sweetie Boo?"

"Not too long, in time to eat some breakfast."

Boo told Rarity of the camping trip, and she was slightly unappreciative. She agreed to go nonetheless, but Rarity really didn't like to go camping.

"Won't you get dirty Boo? It might not be as fun as you're expecting."

Boo sat back and thought for a moment, then taking his move. The brown maned, green eyed stallion moved a several inches closer to her, then slowly closing the gap and kissing Rarity's lips. Her eyelids slid downward, and just as soon as it began she started to respond with equal passion and movements. It was only a single kiss, but it lasted for a very long time. Boo let go of her lips, without leaning away, maintaining similar closeness. Rarity pressed her forehead against his, smiling and looking into his eyes.

"It'll be fun as long as you're there Rarity."

"Boo, we need to talk."

"Anything you want beautiful, just say the word."

Rarity patted the spot next to her, and Boo sat there, she quickly nestled up beside him. This was the closest they'd ever been, and by far the most romantic encounter they'd ever had.

"We've never talked about what we are together, and I was curious how you felt about... us."

"How I feel? I feel happy Rarity, there's a lot of mares out there, but i came all the way to Ponyville just to see you, and this excursion has been more than worth it."

Rarity smiled, bumping hear temple with his as their heads leaned against each other, still nestled up together.

"Boo, you didn't answer me, how can you be so perfect but dodge a simple question?"

"Rarity, I really, really like you, and... and I don't know what to say right now. I definitely want to be more than your friend, I want to be able to kiss you and hold you like this, I feel so fluttery, I don't know what to say to such a beautiful mare..."

Boo heart skipped around on shear nerves, and Rarity giggled in response. She liked that he didn't know how to express himself, other than to admit he had feelings and that for the time being he knew what he wanted: her. It's not like everyday someone explained what they were feeling romantically, so it was expected that they wouldn't nail it on the head the first time. Rarity felt similarly: she liked Boo but had no idea how to explain the way she was feeling.

"I really like you too Boo, it's a kind of affection I just can't describe."

"I'm glad You feel the same way Rarity, I was really nervous for a moment."

"Don't be Boo, you've got me."

Later that same day the two packed their things for a camping trip. Rarity intended to bring a lot of stuff, but Boo was able to talk her down into just one large satchel that he would carry for her, in addition to his own things. He wasn't the strongest unicorn out there, but Rarity was worth the weight on his back.

The group of friends met near Applejack's determined meeting spot, a wooden fence that had a mailbox in front of it. Once everyone had assembled, the group prepared themselves to begin the trek.

"It's nice to see you carrying Rarity's bags Boo, she's a... heavy packer, you know."

As they walked, Twilight Sparkle stood to Boo's left and Rarity to his right. She wasn't listening, so Twilight Sparkle succeeded to get a whisper in. Boo chuckled to himself at the thought, she was right, Rarity didn't pack light.

"She wanted to bring more, I didn't want her to carry it because it's a little heavy, not a burden to me at all, I'd do anything for that mare over there."

Twilight Sparkle was starting to feel swayed from Rainbow Dash's negative opinion of him. A bad person with ulterior motives wouldn't say things like that. After walking for a while longer, they came to a massive pit of mud. Across it, a large fallen tree that the ponies could walk across. It was only several feet long, too far to jump across and too wide to go around, the fallen tree was their only option.

"How are we going to get to the spot you wanted to stay at Applejack?"

Pinkie Pie was feeling discouraged, the tree seemed narrow to her and falling was not an option. Applejack waved her off, going across and managing to do so just fine. She called for everyone else, and when no mare would go Boo volunteered to do it.

"Be careful sweetie."

Rarity gave him a kiss on the cheek, to which he blushed and all of her friends rolled their eyes or looked away out of embarrassment. Even with the heavy satchels, Boo made it across just fine. Pony after pony went across after him, leaving only Rarity alone on the far side.

"Come on Rarity, you can do it!"

Boo set the satchels down, standing as close to the edge of the muddy pool as he could. He looked across to her, and the reassuring glance from his green eyes willed Rarity forward. She stepped onto the fallen tree shakily, taking step after step. She made it half way without falling. She went even further, now three quarters of the way across. Rarity looked up from her carefully placed hooves to Boo to show the amazement she felt for herself, but in doing so, slipped.

Before Rarity could fall into the mud and soil her coat of white fur and her excellently groomed purple mane, Boo had leapt into the mud himself. He had done so just in time to catch Rarity, sparing her from the mud and sacrificing himself. It came up to his belly, soiling the shirt he was wearing and most certainly getting everywhere he didn't want to be muddy.

Boo had Rarity held bridal style, her hooves tightly wrapped around his neck to protect herself. He was trying to balance on his back two legs.

"Don't drop me Boo."

"Wouldn't dream of it."

Boo carried Rarity to the bank where her friends were waiting. He set her down on the clean grass, then crawling out of the mud, revealing the filth he'd acquired.

"My hero."

Rarity gave him yet another kiss on the cheek, toe kisses infact, one for each cheek and then a big hug afterwards, she was careful not to get any mud on her. Rainbow Dash was especially surprised that Boo had jumped into the mud.

"Wow, looks like you're not too bad after all."

Rainbow Dash still had some good ideas to test him, but the act of saving Rarity from something she disliked with a passion was a very nice thing to have done. Even so, for the most part he was keeping Rarity away from her friends, and this still got to Rainbow Dash.

"Are you alright Rarity? That was really close."

"Of coarse I'm alright Boo, you were here to save me."

She winked at him. Boo didn't know what it meant, and Rarity didn't understand it either. She was simply trying to convey a connection between them that no one else had. Besides, Boo thought it was cute and it didn't put much strain on Rarity.

"Well then, I reckon we can start on again."

Applejack was right, the group had been standing still for far too long. They continued their walk after Boo had shaken some of the mud off, only so that he could carry the satchels without getting them dirty. Just as the sun began to set, the group arrived at the camping area Applejack had selected.

All the tents were set up including Rarity's very large and seemingly inflatable massive tent. Everyone else slept in a much more simple A-frame tent, including Boo.

The camping trip went without further incident. Apart from Rainbow Dash's constant testing of Boo's limits. She'd say things that would offend him, and at one point even tried to get him to kiss her, just to see how loyal he was. Boo passed every test, but by the end of the trip he was rather down trodden, his eyes bagged and sleepless after an entire afternoon and night of endless frustration.

His main goal was to hide that emotion from Rarity, as he didn't want to disappoint her and make her think that he was to frilly to do things every other stallion ever born could do.

The day after the camping trip, Boo and Rarity had gone off alone to an apple orchard to talk and sit together. Rainbow Dash had followed them, and just as they sat down she took her position, watching and listening. Boo was fiddling with his hooves, and once Rarity looked away Rainbow Dash threw an apple at the back of Boo's head. It struck true, and he yelped in pain as his head suddenly throbbed with an ever growing migraine.

"Boo! What's wrong sweetie, tell Rarity where it hurts."

"I don't know my head just... I've got no idea what happened."

Rarity assumed an upset looking pout on her face, and for a few moments Boo didn't notice it.

"Are you lying to me Boo? Are you saying your head hurts because you don't want to spend time with me anymore?"

"No! No Rarity not at all, I love spending time with you, I really do. Don't ever think I'm bored with you." Boo reached out and kissed her cheek, and Rarity replied with a happy and agreeable smile, she was still worried, but he suppressed the thoughts quickly.

Later that same day he was walking alone through the streets of Ponyville, upset that a sudden migraine prevented him from saying what he wanted to. They didn't spend the time they intended to at the orchard, so Boo had to think of another activity that he could bring Rarity on. While he was walking, Rainbow Dash tripped him and quickly disappeared. He fell down in front of a lot of other ponies, apparently tripping over nothing. For a spilt second they giggled, then he was helped up by a few nice ponies.

"What was that?"

He looked and found nothing. Boo continued his day of nothing, eventually coming up with an idea. He went and got Rarity a flower, a pretty purple one: he'd say that it was just as beautiful as she was. When he ended up at the back door to the boutique, before he could knock another strange event occurred. Rainbow Dash had flown over head, and dumped a bucket of water over him. Rarity came to the door several moments later, seeing a soaking wet Boo standing outside with a broken stem in his mouth, a flower on the ground.

"How'd you get all wet Boo?"

"I... I don't know."

"Is that flower for me?"

"It used to be, it's ruined now."

Rarity picked it up, sighing and holding it in her hoof. She was alright with the gesture, even if his delivery was extremely strange and sub par. She invited him in and gave him a towel to dry off with, but still he didn't understand what was happening to him. Boo's mane slumped to one side in its untended state, frilling up just a little and curling around in an untamed sort of way.

Rarity giggled to herself, taking a go at fixing it as he leaned his head down so she could reach. After combing him straight again, Boo lifted his head back up and ran an uncoordinated hoof over the top of his mane, ruffing it up just a little bit.

"How do I look?"

"More handsome than Trenderhoof."

"What?"

Boo knew who Trenderhoof was, but at the same time had no idea why Rarity would choose that pony as an example to compare him to.

"He came to Ponyville several months ago, you could say I had a crush on him for the longest time."

"Him? He's so... he and I seem so different, that's a big change in taste from one stallion to another."

"I didn't think that he was weird or anything, now I know you're more my speed. Back than what I wanted, wasn't what I needed, now I have you, and you're more satisfying than any other unicorn could be to me."

"Rarity, what's that supposed to mean? I'm more your speed in what way?"

"Boo, you're my speed because you like me for who I am, and that's why you're mine and no one else's. I wasn't trying to offend you or anything Boo..."

Rarity gave him a kiss on the cheek, hugging the semi damp unicorn until he smiled and was less frustrated. She could tell the things she had been saying were inappropriate and poorly received by Boo, but Rarity made things better quickly.

"You smell like roses."

Boo was right, Rarity did smell good. She was always a clean sort of pony, and Boo was a clean sort of stallion. Things would work out nicely, as they both had quite a lot in common. The only thing that stood between them was Rainbow Dash.

"There's a lot I want to tell you Rarity, you make me so happy, I feel so at peace when I'm with you, you just make sense."

"You don't really mean that..."

"Yes I do, and I know it. You, beautiful, are the best mare in all of Equestria, and I'm humbled to think you're willing to spare your precious moments with me over... somepony else."

Rarity pouted, giving Boo a happy kiss and then hugging him.

"I'd never dream of anyone else but you Boo."

"Rarity, I know this is a little fast, we've only known each other for a few weeks now but..."

Rarity's regal blue eyes grew out of focus, larger at every additional word he spoke to her. He was so sweet, Boo could ask for anything he wanted at any speed and Rarity would willingly give it to him. There had never been someone who treated her with such respect and devotion, he proclaimed how happy she made him and with that as the opener, Rarity could only imagine what he would be saying next.

"Will you be my ponyfriend? I'm just the kind of unicorn that needs something official, I need..."

Before Boo could go on Rarity tackled him into his back, kissing his face all over vigorously and nuzzling her cheeks against his. She was happy, happier than she could have ever dreamed of being.

"All you need is me Boo-bear."

She went right back to nestling against him, eventually settling her head into the soft creamy fur of his chest. He hugged her back, rolling over so he was on top, kissing Rarity back in return. Now that he'd asked, and received a positive response, Boo knew that despite the strange and unlucky things that had been happening, he could be much more hooves-on with Rarity, and she'd even return the kindness.

Several more happy days passed, and Rarity took an order from her fashion show. It was very large. She worked for a long time to satisfy the needs of the many fashion moguls who wanted her dresses, but she was gradually becoming overwhelmed. Boo would help her when her stitching became to much. He couldn't sew himself, but he knew how to comfort her. Boo would approach from behind, rest his chin on her shoulder and hold her for a while, telling her that she was doing really well and that she only had a little bit more; that the night would be wonderful. When she was stressed in times such as these, Boo brought her out to get some rich and delicious dessert.

She loved it when he took her out alone to somewhere that had fancy dessert.

With only a day left of his stay in Ponyville, Boo was getting a little pent up inside. He still had a lot to tell Rarity before he left, and that night would be his last. He'd run into Rainbow Dash, finding her only because she was with Scootaloo.

"Hello Rainbow Dash, how are you?"

"Oh! Boo... I'm alright I guess."

"And you Scootaloo? How are you?"

"Same."

"Rainbow Dash, do you think that... do you and Rarity's other friends like me? I haven't really had alone time with each of you individually, and I feel like I can trust you since you're so important in your group."

"Really? I'm not that cool... just kidding, I'm awesome. Are you sure you really want to know how we feel about you?"

Boo nodded, and Scootaloo wandered off, not caring too much for the conversation the two older ponies were having. Rainbow Dash really laid it onto Boo. She went on a tirade, saying that none of them liked him because he wasn't a nice pony and that he was manipulating Rarity and a few other rather cruel details. Boo ended up running away, stopping up on the edge of Ponyville. He sat down against a tree, looking at himself.

Boo was wearing his businesspony cuffs, collar, and tie. He didn't look like he belonged, and he felt like he didn't. This place wasn't his home, he didn't belong there and he figured that Rainbow Dash was right to have been mad at him. He loosened his tie and ran his hoof through his mane, the grey hairs falling down across his face, separate from all the brown ones. He didn't even fit in with his age group, he looked so much older than he was.

Boo simply didn't make sense. Rarity made sense to him, but he couldn't figure out where his spot in society was. He was just an architect, Boo was making himself depressed sitting alone with his thoughts after being told he was worthless by a very popular and trustworthy mare.

As he was sitting there, a little bouncing filly went rushing by and nearly tripped over Boo, instead only stumbling. He looked up to see it was Sweetie Belle. She apologized for the disturbance, and tried to go back to her running and fun but Boo stopped her.

"Sweetie Belle, can I ask you a question? It's about your sister Rarity."

"Sure Mr. Boo."

"Just Boo little miss. Do you know if... do you like me? Do you think I'm a good unicorn for your sister to be spending time with?"

Sweetie Belle shrugged.  
"I don't know..."

"What do you think of me?"

"I... I don't think you're all that special... I'm not trying to be mean, it just seems like you didn't rub off well on all my friends, and I haven't really talked to Rarity."

"Sweetie Belle, I'm nice though, don't you think I'm nice to everyone, especially Rarity?"

"I don't know Boo, I'm sorry I just don't know."

Sweetie Belle ran away, and Boo suddenly felt more awful than he had previously. When he wasn't making people dislike him, he wasn't getting to know them at all. Boo was low, if he were to ever have a crisis he was having it right now. Unable to figure anything else out, and unable to think clearly, Boo went to his inn room, wrote Rarity a note and then put it in the mailbox of her boutique.

Boo was nearly in tears as he packed his truck, completely destroyed at the thought that no one liked him. He had one job, and it seemed he'd failed in completing it the way he was supposed to. Rarity liking him wasn't enough, he needed an environment in which they could grow stronger and bond even more, but it seemed that a dream like that was impossible to understand.

Boo told the mare at the front desk of his inn, that if anyone came looking for him, that he had left early. She agreed, and with that Boo departed. He wanted to say something to Rarity, but he knew she'd convince him to stay, and that she'd deny the truths made evident to him by not only Rainbow Dash, but also by Sweetie Belle.

By the time he was at the train station, Boo was just in time to catch the last train running to Manehattan for the next two days. His voice was hoarse, and his lips dry, but he managed to ask for a ticket and shakily get onto the train. Once on, he sat down and looked out the window. He saw where he'd gone camping, the orchards, the boutique a long ways off. He knew Rarity would be expecting to see him later that night for their final afternoon together before he left; little did she know he was leaving early.

He couldn't help but cry a little as the train started to move, knowing that he was leaving not a piece, but his entire heart behind.

Nightfall set on Ponyville, and Rarity got dressed in one of her favorite dresses. She knew that she looked pretty with all of her accessories and fancy details, but she wanted to hear it from Boo's mouth.

Hours passed, and no one ever came to pick Rarity up for the dinner she was promised. She had no idea that he left, and in fact assumed that he had forgotten, or had fallen asleep, or possibly had received an urgent message from Manehattan: she was very ignorant.

As darkness grew to its complete form and Rarity realized the dinner hours had passed and now the ponies of Ponyville were settling in to go to sleep, she felt panicked. She decided first to call Twilight Sparkle over to the boutique.

Even though it was very late, Twilight Sparkle showed up to the boutique just as she had promised when Rarity had called for her.

"What's wrong Rarity, you said Boo didn't show up to dinner tonight?"

"No! I'm so scared, I was all ready hours ago, look at this dress Twilight! He never came... why? Why am I being stood up all of a sudden, I've had his undivided attention for he past two weeks and all of a sudden he just disappears!"

"Rarity, you just need to get some sleep. He'll explain everything in the morning, I'm sure, alright? Don't worry about it, sometimes a businesspony like him has things that need to get done."

Rarity breathed a sigh of relief.

"I thought that too, but I got all dolled up and pretty for him and he didn't get to see what I looked like! To bad for him I guess, I look good and he won't get to see."

"Yeah Rarity, you two will be alright."

That night was tense, on the train Boo couldn't sleep, and in Rarity's bed she was thinking about where he was or what he was working on. The thought crossed her mind that like Trenderhoof, Boo had gone for a different mare, but she knew that was wrong because that same day he had asked her for a committed relationship.

The next morning Rarity woke up to discover that she had slept the whole night through. This distressed and upset her, as Boo had never come during the night to apologize or for anything else. If she saw him, Rarity was certain that she was going to be rather angry with him for the day, and that he owed her a lot in return for making her sad.

After eating breakfast, Rarity sent Spike to go and get all of her friends and bring them to the boutique. She didn't know what else to do, she could go to his inn, but she felt that was inappropriate. Rainbow Dash, Twilight Sparkle, Applejack, Fluttershy, and Pinkie Pie were brought to the boutique. When they asked Spike what was happening, he shrugged unknowingly.

"What's wrong Rarity?"

Twilight Sparkle had maintained a descent level of neutrality, as had Pinkie Pie and Fluttershy. Applejack leaned slightly to the opposition against Boo, but she was no where near as crazy as Rainbow Dash: she had taken it to an entirely new level.

"It's Boo, he didn't come for dinner last night, no message, nothing! He's just gone and I wanted all of your advice."

"Uh-oh."

Rainbow Dash took several steps back, feeling a little hit embarrassed and also ashamed of herself for flipping out on him.

"Uh-oh? What do you mean Rainbow Dash?"

Everyone had their eyes on the blue mare with rainbow colored mane, and she blushed and backed away further, rubbing the back of her neck shyly as Rarity stared her down.

"I might have told him that no one likes him... and that he should leave because he wasn't a nice pony, and that he was manipulating you."

"You... Rainbow Dash how could you... you told him to go home?"

"He was though! You're our friend, and you were spending all of your time with him, he's just another pony, we're your friends."

"A friend wouldn't have done this to me Rainbow Dash!"

Spike came in then, carrying the mornings mail, with it, the letter from Boo. Spike handed it to Rarity, his tiny claws shaking as she took it from him and opened it. Rarity cleared her throat, deciding to read it out loud so everyone could hear what her ponyfriend had written.

"My dearest Rarity, I've come to the realization that I... that I don't belong in Ponyville. I adore you, but it would... it would seem that very few others feel the same towards me apart from you. I'm going back to Manehattan because that is where I belong, I've... I've abandoned you and I'm very sorry, I wish I didn't have to. I'm glad that Rainbow Dash opened my eyes to... to see that my presence is not appreciated, nor is my grey stripe. Rarity, I... I love you and... and I'm sorry. Signed, Boo-bear."

Rarity started to cry in deep heavy sobs, dropping the letter onto the floor and crying against Twilight Sparkle. All of the other ponies were scolding Rainbow Dash for yelling at him to such an extent that he would leave.

"I'm sorry guys... I didn't think he'd take it to heart."

"But he did! Rainbow Dash, Rarity was so happy, look what's happened."

"Can we... can we go and see him? Are there any trains?"

Rarity's mascara was flowing down her cheeks in sloppy black streaks, and she had pulled through with a sudden feeling of hope. It was quickly deprived from her. Fluttershy went to the train station and returned, informing them that their were no more trains for a few days. Pinkie Pie went to the inn and returned with Boo's message: he had gone.

It was just Rainbow Dash, Rarity, and Twilight Sparkle, alone. Applejack and the others had gone to go and get Sweetie Belle.

"I'm so sorry Rarity, I didn't mean to hurt you."

"Well too late for that, Boo is gone and he'll never want to see my face again."

"That's not true, maybe... I could go to Manehattan and set things right, I could fly there and tell him the truth."

"We could all go."

"I don't know..."

Rarity didn't think she could face him after all of her friends had talked him down, but after a while of Rainbow Dash trying to make amens, Rarity agreed that she would go with all of her friends to Manehattan, and confront Boo.

"Maybe I could tell him I'm pregnant... but that wouldn't work, he's never even slept over with me."

Twilight Sparkle rolled her eyes, hugging Rarity under her wing.

"He'll talk to you Rarity, you've done nothing wrong by him."

As more and more days passed, Rarity was growing itchy. She had no idea how lonely her life was until she had someone to spend it with, and then had that same person taken away from her. Overtime the story became more developed, and Rarity learned that Boo went to the edge of Ponyville to think, and that Sweetie Belle's testimony was the one that broke his back. Spike was also feeling guilty, and decided enough was enough. He made his way up to Rarity, his claws behind his back.

"Rarity? There's something I need to tell you."

"What is it Spikey-poo?"

"It's about Boo, I did something to him too..."

"Oh no Spike not you too!"

"When your portfolio went missing, I put your designs in his bag because I was jealous. He knew it was me and we talked about it... he forgave me."

"Oh Spike, I didn't want to hurt you, I just really like Boo."

"I know, and I approve of him, he's a good unicorn for you."

With that, Spike left Rarity alone.

In Manehattan, Boo was returning to his office. Sunny wasn't at the reception desk, a different mare had taken her place. When he got up to his office, he found her sitting in his desk, handling his paperwork just as she was supposed to.

"Mr. Boo! I wasn't expecting you back so soon, how was your trip?"

"Bad, really bad, I feel awful about myself. I need you to go and do a few things Sunny. What I need his brown mane dye, and some cake."

"Mane dye and cake?"

"Yes, and get rid of the temp. sitting at your desk, we don't need her anymore."

"Do you want to talk about what happened between you and Rarity?"

"I'll give you a brief overview: I was made to endure her friends, who it turns out hated me and plotted against myself and Rarity, I was bullied, and I want dye and cake, go."

Boo would never talk to Sunny this way, but his attitude was far from happy. After a short while Sunny returned with he two things he'd asked for, and Boo set off to work. First he dyed his mane and his tail solid brown, eliminating the grey stripe at both ends of his body. Rainbow Dash said it made him look evil, and it made him look old, so he didn't want it anymore, even though he personally liked it. Once his mane was a fake looking color of brown, Boo settled in and ate the cake he'd asked for. It made him feel better a little bit, but he'd only gotten a few bites down before he had to stop.

As he had done on the train, Boo just sat back and let the tears flow. The best thing ever to happen to him was completely ruined, and he knew deep down that it was partially his fault, he was bitter, and he hated the way it felt.

He started to look through the papers on his desk, and was amazed at what he saw.

* * *

**DONT FORGET TO FAVORITE, FOLLOW, AND REVIEW!**


	4. Part 4

**PART 4**

* * *

As Boo sat behind his desk, he couldn't believe what he was looking at. The hospital, the rendering he had in his front window, had suffered a severe structural failure. The building did indeed exist in Las Pegasus, all the way on the other side of Equestria. It had been built according to Boo's personally executed design, both interior, exterior, and structure. The western gymnasium for patient exercise had collapsed, very nearly killing several mares. As a result, the entire hospital was condemned until the investigation wrapped up, and someone could be blamed for the collapse.

"Sunny!"

In no time she was up in his office, standing across from his desk as he sat behind it, looking at the document in front of him, reading the threats it possessed over and over again.

"Did you see this?"

Sunny shook her head no, saying it had come in that very morning as the stamp suggested. She was promptly told what the document had on it, and now she too was freaking out. It started to pour rain outside, lightening and thunder too.

"I could lose everything! My apartment, the firm, my license, this is the biggest thing that's ever happened to us! I need you to go and get the final structural concepts for this hospital, I need to find out why my gymnasium fell down before someone comes to take me away."

Sunny retrieved them, and Boo spent the entire rainy day looking though them as closely as he could. When he found nothing, he grew even more worried and distressed. Every designer in the firm was given a copy of the concept, and none of them could find error in the structure of the hospital either.

"What could have happened! This concept is signed by the construction foremen, this is exactly what they built, why then, did it fall. There is nothing wrong with the hospital itself."

Boo was pacing back and forth, talking to himself to try and figure out how this could have happened to him.

Two days later investigators showed up at the firm and questioned Boo for seven straight hours. They found nothing in the building, which they searched all over for possibly hidden or shredded files. They found nothing of the sort. Boo's design was copied, and the copy was taken by the investigators when they left.

Luckily for Boo, they were kind enough to leave him a file on the hospital, so that he may be able to figure it out. He had pictures, descriptions, eye witness testimonies and maintenance records of the roof.

"It doesn't make sense, everything points to the outermost wall, but it couldn't have collapsed, this is a solid brick wall, built just as any solid wall would be built, all the structure in the inside is present. It should not have gave in, it's practically brand new!"

"You're right Mr. Boo, it was that wall, and I don't see how it could have given way."

Boo grabbed his bag to go home after many more hours of wondering, and when he did a file folder fell out and spilled across his floor, the many papers wafting down to the ground. It was hard to pick them up, and what was on them was even harder to look at. Dinner receipts, a sketch of a tail coat Rarity had made for him, two train tickets, and several pictures of them together doing all sorts of things. Although a lot of their dates were sabotaged, some of the initial ones were flawless. Looking at the picture made Boo want to cry, and his eyes did tear up.

Boo went to the mirror in his office, looking at his face. He had bags under his eyes from lack of sleep, his mane was obviously dyed brown to disguise the grey stripe, and his green eyes hid behind thin glasses that he'd acquired since he returned to Manehattan. He felt like a joke, he felt like Rainbow Dash was right yet again. Not only did he fail at creating a successful relationship, but now the buildings he rendered were also falling apart.

When he went home to his apartment across the street, Boo framed a few of the pictures he'd taken with Rarity and out them next to his bed. He figured he'd never see her again, so having the pictures meant a lot to him: they meant he could relive the memories without all the heart break.

He even took a long shower to try and get the dye out of his mane, but it was in there. He read the instructions, and it said that the color could last for over a month. Boo got dressed for bed, and fell asleep quickly, clutching one of the pictures of him and Rarity standing outside of her boutique. He looked so happy then.

Boo was glad she couldn't see him like this: beaten, bruised, and falling apart.

The next morning Sunny discovered that Boo had left a note on his desk, stating that he wasn't coming to work at all because he wanted a day off to sleep. Sunny understood, he'd lost his ponyfriend and was on the verge of losing everything else all in the same week, she'd want a breather too.

Boo slept in past noon, and he decided that he wasn't very hungry. Boo opted to skip a carriage ride, and went for a walk instead to calm himself down, and to possibly think about the hospital collapse some more. Just as Rarity had spotted his business through a window, he was looking at her. Not her physically, but for a second he did perk up, thinking it really was Rarity. Instead he had found one of her dresses in the window of a fashion shoppe, a very pretty one that he remembered from her fashion show.

He went to the café they had gone to, the park, and to the fancy restaurant he had taken her to for dinner, just to relive the memories. He had kept his favorite picture of her in his bag, placing it just under the lid where he could see it frequently.

He also went to the roof top he had brought her too, but it didn't fee the same.

By the time he had gotten home and the world had proved itself empty to him, Boo was ready to go to sleep and pretend the flawed mess around him was a little more perfect than it actually was.

The weather in Ponyville was luckily very clear, and over a week had passed since Boo had gone from Rarity's side. She was pouting around just as he had. She visited all the places she had taken him, where he saved her from falling into the mud and she had even sat around at the empty train station. Due to poor weather conditions in Manehattan, any and all trains had been cancelled until further notice.

As days passed, Rainbow Dash also began to feel increasingly more uncomfortable. She wanted to just fly there and explain to Boo that she had lied, but that wasn't the case anymore. Her and all of her friends, including Rarity, would be fine as soon as they could get a train in order to apologize and make amens.

Rarity had forgiven all of her friends, the only person who still needed forgiveness was Sweetie Belle and Rainbow Dash for being insensitive toward his feelings.

"You really messed up this time Rainbow Dash. What was I thinking? I feel like the worst pony ever."

Rainbow Dash often talked to herself and said things like this, as she was severely frustrated with the actions she'd committed against Rarity and Boo.

As more days passed the bad weather in Manehattan began to subside, and the train schedule was restarted. All of the ponies bought tickets for the first train out. It was leaving in an hour, but Rarity was nervous.

"What if he doesn't want to have me anymore, what if he doesn't even let me in the building?"

"Don't say things like that Rarity, he said he loved you in his letter, he'll let you in."

"I can't believe it, I should have know he wanted to tell me he loved me, he kept bringing me places alone and saying he wanted to tell me something, but every time we'd get side tracked and he wouldn't say it."

"Do you love him?"

Fluttershy was a calm girl, so luckily she was easy to talk to. Especially for Rarity, who was in need of someone to talk to. Rarity nodded her head, blushing and smiling weakly. She loved him, and if he wouldn't look her in the eyes she'd fall apart right there in the streets if Manehattan, spectators could watch, she wouldn't care.

Even at the train station Rarity tried to refuse herself the trip. She stayed back and didn't want to get on, suggesting she stay home to watch Scootaloo and the others. Her friends insisted, and the train departed with her on it.

The train journey was long, and eventually they arrived at the Manehattan station. They all got off, and the first thing they did was check into their hotel. Being a long trip, they all wanted to stay at least one night to disperse the high amounts of travel time.

In Boo & Co. Architecture and Design, Boo was still trying to figure out what went wrong with the hospital's collapsed gymnasium. He had relocated the picture of Rarity to his desk in his office, because he thought it helped him concentrate on being a better pony.

The next morning Rarity and her friends left the hotel to go to where Boo would be, at work. When they went their, all of Rarity's friends were surprised to see how large his office space was, and they were also surprised to see that he had his name on the door. When everyone went inside, they were greeted by a familiar face.

Sunny noticed initially only a large group of strange girls, but in the background she noticed Rarity, bundled up with a head scarf and sunglasses.

"Hello, welcome to Boo & Company Architecture and Design, are you the mares from Ponyville?"

The group nodded in response, and Rarity stepped to the front, taking off her sunglasses and making herself known.

"Is Boo here? I don't have an appointment."

"He's very busy Rarity, but I'm sure he's got time for you."

Sunny signaled for a moment, calling up the fifteen floors to talk to her boss. Boo answered quickly, he was likely stuck in a rut again.

"Yes Sunny?"

"There's a group of ponies here to see you."

"More investigators? Tell them to go away."

"No Mr. Boo. It's Rarity."

Boo nearly fell out of his seat when he heard that Rarity was downstairs and that her friends were with her. He had no idea she'd make the massive trip just to see him again. In the lobby, Rarity took control of the situation, asking Sunny to use the PA system so she could talk to the head honcho.

"Boo? It's me Rarity, I know you're upset with us but I need to talk to you Boo, I got your letter and I miss you."

Rarity waited for what felt like a very long time: Boo hadn't made a sound. Upstairs, he'd heard her sophisticated and attractive voice and immediately knew it was her, it was Rarity.

"Send them up Sunny."

Boo got up from behind his desk, fixing his dyed mane in the mirror and then returning to the spot behind his desk. He waited for them to come up to his door and knock, and when they did he practically jumped out of his seat, his heart was pounding.

Outside the door, Rarity's heart was pounding just as loudly and just as quickly. Her friends pushed her on, and reassured her everything would be alright, and she wanted to believe them. Her friends would go first to explain, and then Rarity could talk to him.

They knocked, and then slowly opened the door. Immediately across from it sat his big desk, and behind it: Boo.

The noticed he looked different, but no one took it into account because his looks wouldn't be the center of the conversation. He sat up awkwardly in his chair, greeting them as a group.

"Boo, I want to apologize for yelling at you."

Rainbow Dash would speak first, she had done the most damage.

"I'm sorry for saying all those mean things. It's not true that none of us like you, I guess I just felt threatened. Rarity's been our friend for a long time, and you were taking her away from us.. me, I was selfish. I'm also sorry for ruining all of those dates, like the bucket of water and throwing apples at you, tripping you too."

"Thanks Rainbow Dash, this means a lot to have you come all the way out here to apologize."

"That's not all though, Rarity... she read your letter to us and she really loves you, I just don't want you to break her heart or anything."

Rainbow Dash was humbled by her sudden apology, she was doing a very good job at opening up to him and having a good conversation.

"I already did that when I left her alone that night, I thought she didn't want me around anymore so I left..."

"But she did Boo, we're all sorry for not having been welcoming enough to you, we learned that being a bystander is just as bad as being a bully, and that we need to try and make new friends, even if we're scared."

Twilight Sparkle summed up the morale of the story excellently, and everyone agreed except for Boo.

"No, none of you are bullies and none of you are bystanders-" Boo got out from behind his desk, standing on the other side so he could look at the ponies face to face. He continued, "-you all are here now, and that means more to me then anything you could have done in Ponyville."

Boo gave Rainbow Dash a hug, a very tight one that she hesitantly excepted.

"Alright Boo, no need to get all mushy with me, I don't want you to throw me out the window or something."

"Window? Window, window, window? Window! The windows, of coarse how could I have been so foolish!"

Boo let go of her and rushed around to the other side of his desk shuffling his papers and finding the ones he needed.

"The gymnasium collapsed because the foremen didn't follow the approved concept, the solid outermost wall was supposed to have windows and support the roof with a beam, instead he didn't put the windows in and just did one big wall. As a result, the weight from the roof tore the gym down! I'm free, I can keep my license and my firm! Rainbow Dash you're a genius!"

Boo ran around again and hugged her twice as tight, practically squeezing her eyes right out of her head.

"I owe you a massive favor now, anything you want Rainbow Dash just ask and you can have it. I need to tell Sunny!"

"Wait Boo, before you go back to work, there's still one more mare you have to talk to."

Twilight Sparkle's words stopped him. Boo hadn't realized Rarity wasn't in the room. Her friends turned back to the door, and just as they turned to look she entered. The first thing Rarity noticed was that his mane was a different color. Being a fashion savvy girl and not too damp Rarity could tell he had dyed it. She also noticed his glasses, another new feature. His eyes were still green, but they weren't as bright as they were when she had met him, he looked tired. His tie was red, a color that didn't look very good on him.

He walked slowly to her, and the others got out of the way as they met in the center of his office. Rarity smiled at him, her head scarf and her sunglasses now off, revealing her happy blue eyes and curly purple mane.

"Oh Boo, what did you do to yourself."

He smiled, and soon enough they were hugging each other with their eyes closed.

"I missed you so much Rarity, I didn't want to go but I thought you didn't like me anymore."

"Never Boo, I could never stop loving you, I make you happy and you make me happy, that's why we work and that's why I never want you to go away again."

Boo reached out and kissed her on the lips, Rarity took a few steppes forward to put her entire body into the kiss, so close that one of her hooves was located between Boo's front two.

"I love you Rarity, I wanted to tell you so bad but I just didn't know what to say to you or when to say it. I saw one of your dresses in a store window and I went to all the places I brought you, I even put a picture of you on my desk because I felt so lonely without you."

Boo turned the picture around so Rarity could see and it was a very nice picture of her. She asked him what he did to his mane, and he explained the the didn't want to feel so old anymore, he took off the glasses because he really didn't need them too.

They explained to each other how hard it was separated, and Rarity apologized for not having noticed that her own friends had been plotting against her ponyfriend to try and get rid of him. Boo apologized for leaving early and standing her up on the last night, and he assured her that whatever she had planned to wear that night Rarity must have looked beautiful.

After long hours of talking, Boo finally got around to the business problem Rainbow Dash had solved for him. Sunny took the findings to the investigators that afternoon, and by the end of the day the case was closed and the contractor/foreman who built the gymnasium in Las Pegasus was arrested for malpractice.

Boo was eventually left alone with Rarity, and very quickly they started kissing each other. He could feel his heart rise and fall as they touched lips, he loved being in contact with her and he loved the way she made him feel. They were complete ponies around each other, and they wanted to stay that way forever.

"I love you so much Rarity."

"I know Boo and I love you too, now let's get your mane fixed ok?"

"I tried beautiful. It won't come out."

Rarity laughed, she'd dealt with worse stains and products.

"You might have tried, but you're not me."

By night time the grey stripe had returned to Boo's mane and to his tail. Boo supplied all of the girls with dresses so he could take them out to a very expensive restaurant in Manehattan and bond over a good meal.

When all was said and done, the group returned to the hotel, but Rarity refused to get out of the carriage. Boo insisted she go on up to her room, and that he'd be around to see her in the morning but she had a different idea. With a wet kiss to the cheek, the cab pulled away with both of them in it.

Twilight Sparkle and Rainbow Dash watched as the two left together, almost certain about what would be happening next now that everyone had made up.

Boo's apartment was very bare and chic just like his office. All of the furniture had sharp edges and looked very nice. Rarity walked in first, turning around and letting him kiss her as he took his tie off.

"I love you Boo sweetie, I want to be with you forever."

"I love you too Rarity, I want you for a lot longer than forever, though."

She whispered something in his ear, and vigorous kissing continued to take place in his apartment. Eventually they reached the bed, and both Rarity and Boo laid down for a comfortable nights sleep, together. They had undressed and were comfortable together like this, holding each other and whispering how much they loved the other silently as they slowly fell asleep.

Rarity had found her soul mate, someone who loved her for exactly who she was, and Boo had found his soul mate, a beautiful unicorn named Rarity.

* * *

**DONT FORGET TO FAVORITE, FOLLOW, AND REVIEW!**


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